Leaf 10-Q 5 Aug 19 2019 Q2 Quarterly report Financial data

Document and Entity Information

Document and Entity Information - shares	6 Months Ended
	Jun. 30, 2019	Jul. 30, 2019
Document And Entity Information [Abstract]
Document Type	10-Q
Document Period End Date	Jun. 30, 2019
Entity Registrant Name	LEAF GROUP LTD.
Entity Current Reporting Status	Yes
Entity Interactive Data Current	Yes
Entity Filer Category	Accelerated Filer
Entity Small Business	true
Entity Emerging Growth Company	false
Entity Shell Company	false
Entity Common Stock, Shares Outstanding		26,070,117
Entity Central Index Key	0001365038
Current Fiscal Year End Date	--12-31
Document Fiscal Year Focus	2019
Document Fiscal Period Focus	Q2
Amendment Flag	false

Condensed Consolidated Balance

Condensed Consolidated Balance Sheets - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Current assets
Cash and cash equivalents	$ 9,904	$ 31,081
Accounts receivable, net	11,592	12,627
Prepaid expenses and other current assets	3,803	3,932
Total current assets	25,299	47,640
Property and equipment, net	13,300	13,126
Operating lease right-of-use assets	8,182
Intangible assets, net	14,122	13,933
Goodwill	19,432	19,435
Other assets	761	988
Total assets	81,096	95,122
Current liabilities
Accounts payable	2,190	1,519
Accrued expenses and other current liabilities	15,846	22,149
Deferred revenue	2,640	2,115
Total current liabilities	20,676	25,783
Deferred tax liability	91	86
Operating lease liabilities	7,643
Other liabilities	262	2,566
Total liabilities	28,672	28,435
Commitments and contingencies (Note 8)
Stockholders' equity
Common stock, $0.0001 par value. Authorized 100,000 shares; 27,644 and 25,989 shares issued and outstanding at June 30, 2019 and 27,138 and 25,483 shares issued and outstanding at December 31, 2018	3	3
Additional paid-in capital	557,185	554,403
Treasury stock at cost, 1,655 shares at June 30, 2019 and December 31, 2018	(35,706)	(35,706)
Accumulated other comprehensive loss	(49)	(52)
Accumulated deficit	(469,009)	(451,961)
Total stockholders' equity	52,424	66,687
Total liabilities and stockholders' equity	$ 81,096	$ 95,122

Condensed Consolidated Balanc_2

Condensed Consolidated Balance Sheets (Parenthetical) - $ / shares shares in Thousands	Jun. 30, 2019	Dec. 31, 2018
Condensed Consolidated Balance Sheets
Common Stock, Par or Stated Value (USD per share)	$ 0.0001	$ 0.0001
Common Stock, Shares Authorized	100,000	100,000
Common Stock, Shares, Issued	27,644	27,138
Common Stock, Shares, Outstanding	25,989	25,483
Treasury Stock, Shares	1,655	1,655

Condensed Consolidated Statemen

Condensed Consolidated Statements of Operations - USD ($) shares in Thousands, $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Revenue:
Total revenue	$ 35,789	$ 34,321	$ 69,827	$ 68,068
Operating expenses:
Sales and marketing	7,488	7,859	15,126	14,848
Product development	5,110	5,095	10,679	9,805
General and administrative	8,112	7,661	16,652	14,969
Amortization of intangible assets	895	956	1,812	1,982
Total operating expenses	42,596	40,596	86,990	80,253
Loss from operations	(6,807)	(6,275)	(17,163)	(12,185)
Interest income	66	30	188	48
Interest expense	(6)	(1)	(10)	(2)
Other income (expense), net	19	(25)	12	(33)
Loss before income taxes	(6,728)	(6,271)	(16,973)	(12,172)
Income tax expense	(34)	(22)	(75)	(46)
Net loss	$ (6,762)	$ (6,293)	$ (17,048)	$ (12,218)
Net loss per share - basic and diluted (in dollars per share)	$ (0.26)	$ (0.25)	$ (0.66)	$ (0.51)
Weighted average number of shares - basic and diluted (in shares)	25,907	24,854	25,755	23,910
Product
Revenue:
Total revenue	$ 15,869	$ 17,192	$ 33,410	$ 35,644
Operating expenses:
Product and service costs (exclusive of amortization of intangible assets shown separately below)	12,010	12,464	25,828	25,801
Service
Revenue:
Total revenue	19,920	17,129	36,417	32,424
Operating expenses:
Product and service costs (exclusive of amortization of intangible assets shown separately below)	$ 8,981	$ 6,561	$ 16,893	$ 12,848

Condensed Consolidated Statem_2

Condensed Consolidated Statements of Comprehensive Income (Loss) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Condensed Consolidated Statements of Comprehensive Income (Loss)
Net loss	$ (6,762)	$ (6,293)	$ (17,048)	$ (12,218)
Other comprehensive loss, net of tax:
Change in foreign currency translation adjustment	(24)	(80)	3	(28)
Comprehensive loss	$ (6,786)	$ (6,373)	$ (17,045)	$ (12,246)

Condensed Consolidated Statem_3

Condensed Consolidated Statements of Stockholders’ Equity - USD ($) shares in Thousands, $ in Thousands	Common Stock	Additional paid-in capital	Treasury stock	Accumulated other comprehensive income (loss)	Accumulated deficit	Total
Beginning balance at Dec. 31, 2017	$ 2	$ 523,012	$ (35,706)	$ (17)	$ (428,771)	$ 58,520
Beginning balance (in shares) at Dec. 31, 2017	21,031
Issuance of stock under employee stock awards and other, net		148				148
Issuance of stock under employee stock awards and other, net (in shares)	326
Tax withholdings related to vesting of share-based payments		(1,402)				(1,402)
Stock-based compensation expense		2,320				2,320
Issuance of common stock in connection with follow-on public offering, net of offering costs		23,367				23,367
Issuance of common stock in connection with follow-on public offering, net of offering costs (in shares)	3,373
Foreign currency translation adjustment				52		52
Net loss					(5,925)	(5,925)
Ending balance at Mar. 31, 2018	$ 2	547,445	(35,706)	35	(434,696)	77,080
Ending balance (in shares) at Mar. 31, 2018	24,730
Beginning balance at Dec. 31, 2017	$ 2	523,012	(35,706)	(17)	(428,771)	58,520
Beginning balance (in shares) at Dec. 31, 2017	21,031
Foreign currency translation adjustment						(28)
Net loss						(12,218)
Ending balance at Jun. 30, 2018	$ 2	549,895	(35,706)	(45)	(440,989)	73,157
Ending balance (in shares) at Jun. 30, 2018	24,980
Beginning balance at Mar. 31, 2018	$ 2	547,445	(35,706)	35	(434,696)	77,080
Beginning balance (in shares) at Mar. 31, 2018	24,730
Issuance of stock under employee stock awards and other, net		481				481
Issuance of stock under employee stock awards and other, net (in shares)	250
Tax withholdings related to vesting of share-based payments		(866)				(866)
Stock-based compensation expense		2,835				2,835
Foreign currency translation adjustment				(80)		(80)
Net loss					(6,293)	(6,293)
Ending balance at Jun. 30, 2018	$ 2	549,895	(35,706)	(45)	(440,989)	73,157
Ending balance (in shares) at Jun. 30, 2018	24,980
Beginning balance at Dec. 31, 2018	$ 3	554,403	(35,706)	(52)	(451,961)	$ 66,687
Beginning balance (in shares) at Dec. 31, 2018	25,483					25,483
Issuance of stock under employee stock awards and other, net		270				$ 270
Issuance of stock under employee stock awards and other, net (in shares)	319
Tax withholdings related to vesting of share-based payments		(1,322)				(1,322)
Stock-based compensation expense		2,045				2,045
Foreign currency translation adjustment				27		27
Net loss					(10,286)	(10,286)
Ending balance at Mar. 31, 2019	$ 3	555,396	(35,706)	(25)	(462,247)	57,421
Ending balance (in shares) at Mar. 31, 2019	25,802
Beginning balance at Dec. 31, 2018	$ 3	554,403	(35,706)	(52)	(451,961)	$ 66,687
Beginning balance (in shares) at Dec. 31, 2018	25,483					25,483
Foreign currency translation adjustment						$ 3
Net loss						(17,048)
Ending balance at Jun. 30, 2019	$ 3	557,185	(35,706)	(49)	(469,009)	$ 52,424
Ending balance (in shares) at Jun. 30, 2019	25,989					25,989
Beginning balance at Mar. 31, 2019	$ 3	555,396	(35,706)	(25)	(462,247)	$ 57,421
Beginning balance (in shares) at Mar. 31, 2019	25,802
Issuance of stock under employee stock awards and other, net		175				175
Issuance of stock under employee stock awards and other, net (in shares)	187
Tax withholdings related to vesting of share-based payments		(717)				(717)
Stock-based compensation expense		2,331				2,331
Foreign currency translation adjustment				(24)		(24)
Net loss					(6,762)	(6,762)
Ending balance at Jun. 30, 2019	$ 3	$ 557,185	$ (35,706)	$ (49)	$ (469,009)	$ 52,424
Ending balance (in shares) at Jun. 30, 2019	25,989					25,989

Condensed Consolidated Statem_4

Condensed Consolidated Statements of Cash Flows - USD ($) $ in Thousands	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018
Cash flows from operating activities
Net loss	$ (17,048)	$ (12,218)
Adjustments to reconcile net loss to net cash used in operating activities:
Depreciation and amortization	5,378	4,901
Non-cash lease expense	962
Deferred income taxes	5	10
Stock-based compensation	4,130	4,884
Other	21	54
Change in operating assets and liabilities, net of effect of acquisitions and disposals:
Accounts receivable, net	1,014	4
Prepaid expenses and other current assets	123	21
Other long-term assets	102	79
Operating lease ROU assets and liabilities	(1,280)
Accounts payable	485	(883)
Accrued expenses and other liabilities	(7,265)	(2,679)
Deferred revenue	525	(574)
Net cash used in operating activities	(12,848)	(6,401)
Cash flows from investing activities
Purchases of property and equipment	(3,361)	(3,501)
Purchases of intangible assets		(29)
Cash paid for acquisitions, net of cash acquired	(1,900)	(10,349)
Net cash used in investing activities	(5,261)	(13,879)
Cash flows from financing activities
Proceeds from exercises of stock options and purchases under ESPP	445	629
Proceeds from issuance of common stock		23,367
Taxes paid on net share settlements of restricted stock units	(2,039)	(2,268)
Cash paid for acquisition holdback	(625)
Cash paid for contingent consideration liability	(934)	(905)
Other	(55)	(34)
Net cash (used in) provided by financing activities	(3,208)	20,789
Effect of foreign currency on cash, cash equivalents and restricted cash	4	(3)
Change in cash, cash equivalents and restricted cash	(21,313)	506
Cash, cash equivalents and restricted cash, beginning of period	31,935	32,300
Cash, cash equivalents and restricted cash, end of period	$ 10,622	$ 32,806

Condensed Consolidated Statem_5

Condensed Consolidated Statements of Cash Flows (Parenthetical) - USD ($) $ in Thousands	Jun. 30, 2019	Jun. 30, 2018
Reconciliation of cash, cash equivalents and restricted cash
Cash and cash equivalents	$ 9,904	$ 31,952
Restricted cash included in other current assets	136	136
Restricted cash included in other long-term assets	582	718
Total cash, cash equivalents and restricted cash shown in the statement of cash flows	$ 10,622	$ 32,806
Location of current restricted cash	us-gaap:OtherAssetsCurrent	us-gaap:OtherAssetsCurrent
Location of noncurrent restricted cash	us-gaap:OtherAssetsNoncurrent	us-gaap:OtherAssetsNoncurrent

Company Background and Overview

Company Background and Overview	6 Months Ended
	Jun. 30, 2019
Company Background and Overview
Company Background and Overview	1. Company Background and Overview Leaf Group Ltd. (“Leaf Group” and, together with its consolidated subsidiaries, the “Company,” “our,” “we,” or “us”) is a Delaware corporation headquartered in Santa Monica, California. We are a diversified consumer internet company that builds enduring, digital-first brands that reach passionate audiences in large and growing lifestyle categories, including fitness and wellness and art and design. Our business is comprised of two segments: Marketplaces and Media. Marketplaces Through our Marketplaces segment, we operate leading art and design marketplaces where large communities of artists and designers can market and sell their original art and designs printed on a wide variety of products. Our made-to-order marketplaces, consisting of Society6.com (“Society6”) and our wholesale channel, Deny Designs (collectively “Society6 Group”), provide artists and designers with an online commerce platform to feature and sell their original art and designs on an array of consumer products primarily in the home décor category. Saatchi Art, inclusive of SaatchiArt.com (“Saatchi Art”) and its art fair event brand, The Other Art Fair (collectively, “Saatchi Art Group”), is a leading online art gallery where a global community of artists exhibit and sell their original artwork directly to consumers through a curated online gallery or in-person at art fairs hosted in the United Kingdom, Australia, and the United States. Saatchi Art’s online art gallery features a wide selection of original paintings, drawings, sculptures and photography . Media Our Media segment brands educate and entertain consumers across a wide variety of life topics, including the popular fitness and wellness and home and design verticals. In the fitness and wellness vertical, our leading brands include Well+Good and Livestrong.com which help people lead healthier lives. In the home and design vertical, Hunker is our leading brand inspiring people to improve the space around them. These brands are the leaders in our catalog of over 50 other brands focused on specific categories or interests that we either own and operate or host and operate for our partners.

Basis of Presentation

Basis of Presentation	6 Months Ended
	Jun. 30, 2019
Basis of Presentation
Basis of Presentation	2. Basis of Presentation The accompanying interim condensed consolidated balance sheet as of June 30, 2019, the condensed consolidated statements of operations and condensed consolidated statements of comprehensive (loss) income for the three and six months ended June 30, 2019 and 2018, the condensed consolidated statements of cash flows for the six months ended June 30, 2019 and 2018 and the condensed consolidated statement of stockholders’ equity for the six months ended June 30, 2019 and 2018 are unaudited. In the opinion of management, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair statement of our statement of financial position as of June 30, 2019, our results of operations for the three and six months ended June 30, 2019 and 2018, and our cash flows for the six months ended June 30, 2019 and 2018. The results for the three and six months ended June 30, 2019 are not necessarily indicative of the results expected for the full year. The consolidated balance sheet as of December 31, 2018 has been derived from our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2018. The interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”), for interim financial information and with the instructions from the U.S. Securities and Exchange Commission (“SEC”) for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC. Principles of Consolidation The consolidated financial statements include the accounts of Leaf Group and its wholly owned subsidiaries. Acquisitions are included in our consolidated financial statements from the date of the acquisition. Our purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. All intercompany transactions and balances have been eliminated in consolidation . Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates and assumptions include revenue, allowance for doubtful accounts, the assigned value of acquired assets and assumed liabilities in business combinations, useful lives and impairment of property and equipment, intangible assets, goodwill and other assets, the fair value of equity-based compensation awards, and deferred income tax assets and liabilities. Actual results could differ materially from those estimates. On an ongoing basis, we evaluate our estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of our assets and liabilities. Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update requires lease assets and lease liabilities to be recognized on the balance sheet and disclosure of key information about leasing arrangements. This guidance is effective for us commencing in the first quarter of fiscal year 2019. In July 2018, the FASB issued ASU 2018-11, which provides entities with an additional transition method to adopt Topic 842. Under the new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. We have adopted Topic 842 as of January 1, 2019 using the new transition method, utilizing certain practical expedients allowable with the adoption of ASU 2016-02. Substantially all of our operating lease commitments with terms greater than 12 months are subject to the new guidance and are recognized as operating lease liabilities and right-of-use assets upon adoption. Adoption of the new standard resulted in the recording of additional net lease assets and lease liabilities of $9.2 million and $10.3 million respectively, as of January 1, 2019. The standard did not have a material impact on the recognition, measurement or presentation of lease expenses within our consolidated statements of operations or cash flows.

Revenue Recognition

Revenue Recognition	6 Months Ended
	Jun. 30, 2019
Revenue Recognition
Revenue Recognition	3. Revenue Recognition Revenue Revenue is recognized when control of the promised goods or services is transferred to our customers in an amount that reflects the consideration we expect to be entitled to in exchange for those goods or services. Our contracts with customers may include multiple performance obligations. For such arrangements, we allocate the transaction price to each performance obligation based on the estimated standalone selling price of the promised good or service. We allocate any arrangement fee or other incentive or promotional offers to each of the elements based on their relative selling prices. We generally expense sales commissions when incurred because the amortization period would have been one year or less. These costs are recorded within sales and marketing expenses. We do not disclose the value of unsatisfied performance obligations for (i) contracts with an original expected length of one year or less and (ii) contracts where we recognize revenue in the amount which we have the right to invoice for services performed. We do not capitalize costs incurred to fulfill a contract when the contract term is one year or less. Our revenue is principally derived from the following products and services: Product Revenue Marketplaces We recognize product revenue from sales of products when we transfer control of promised goods to our customers in an amount that reflects the consideration to which we expect to be entitled to in exchange for those goods. In determining the amount of consideration we expect to be entitled to, we take into account sales allowances, estimated returns based on historical experience and any incentive offers provided to customers to encourage purchases, including percentage discounts off current purchases, free shipping and other promotional offers. Because we are the principal in a transaction and obtain control of the goods before they are transferred to the customer, we record product revenue at the gross amount. Value-added taxes (“VAT”), sales tax and other taxes are not included in product revenue because we are a pass-through conduit for collecting and remitting any such taxes . Service Revenue Marketplaces We generate Marketplaces service revenue from commissions we receive from facilitating the sale of original art by artists to customers through Saatchi Art. We also generate Marketplaces service revenue from various sources relating to Saatchi Art’s The Other Art Fair, including commissions from the sale of original art, fees paid by artists for stands at fairs and through sponsorship opportunities with third-party brands and advertisers. We recognize fair-related service revenue upon completion of each fair. We recognize service revenue arising from the sale of original art net of amounts paid to the artist because we are not the principal in the transaction and we do not obtain control over the original art. Revenue is recognized when we transfer control of the promised service, which is after the original art has been delivered and the return period has expired. We provide incentive offers to Saatchi Art customers to encourage purchases, including percentage discounts off current purchases, free shipping and other promotional offers. VAT, sales tax and other taxes are not included in Marketplaces service revenue because we are a pass-through conduit for collecting and remitting any such taxes. Media Advertising Revenue . We generate Media service revenue primarily from advertisements displayed on our online media properties and on certain webpages of our partners’ media properties that are hosted by our content services. Articles, videos and other forms of content generate advertising revenue from a diverse mix of advertising methods including display advertisements, where revenue is dependent upon the number of advertising impressions delivered; performance-based cost-per-click advertising, in which an advertiser pays only when a visitor clicks on an advertisement; sponsored content; or advertising links . Performance obligations pursuant to our advertising revenue arrangements typically include a minimum number of impressions or the satisfaction of other performance criteria. Revenue from performance-based arrangements is recognized as the related performance criteria are met. We assess whether performance criteria have been met based on a reconciliation of the performance criteria. The reconciliation of the performance criteria generally includes a comparison of third-party performance data to the contractual performance obligation and to internal or partner performance data in circumstances where that data is available. Where we enter into revenue-sharing arrangements with our partners, such as those relating to our advertiser network, we report revenue on a gross or net basis depending on whether we are considered the principal in the transaction. In addition, we consider which party controls the service, including which party is primarily responsible for fulfilling the promise to provide the service. We also consider which party has the latitude to establish the sales prices to advertisers. When we are considered the principal, we report the underlying revenue on a gross basis in our consolidated statements of operations, and record these revenue-sharing payments to our partners in service costs. Content Sales and Licensing Revenue . We generate revenue from the sale or license of media content, including the creation and distribution of content for third-party brands and publishers . Revenue from the sale or perpetual license of media content is recognized when the control of content is transferred or when the right to use is transferred and the contractual performance obligations have been fulfilled. Revenue from the non-perpetual license of media content is recognized over the period of the license as the right to access content is delivered or when other related performance criteria are fulfilled. In circumstances where we distribute our content on third-party properties and the customer acts as the principal, we recognize revenue on a net basis. Disaggregation of Revenue The following table presents our revenues disaggregated by revenue source (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Product Marketplaces $ 15,869 $ 17,192 $ 33,410 $ 35,644 Service Marketplaces 3,320 2,463 6,617 4,978 Media 16,600 14,666 29,800 27,446 Total revenue $ 35,789 $ 34,321 $ 69,827 $ 68,068 Deferred Revenue Deferred revenue consists of amounts received from or invoiced to customers in advance of our performance obligations being satisfied, including amounts which are refundable. Deferred revenue includes payments received from sales of our products on Society6 and Deny Designs prior to the transfer of control of such products to the customers; payments made for original art sold via Saatchi Art that are collected prior to the completion of the return period upon which our service is considered completed; and amounts billed to media customers prior to delivery of content; and sales of subscriptions for premium content or services not yet delivered. During the six months ended June 30, 2019, we recognized $ 3.6 million of revenues that were included in the deferred revenue balance as of December 31, 2018. Our payment terms vary by the type and location of our customer and the products or services offered. The term between invoicing and when payment is due is not significant. For certain products or services, we require payment before the products or services are delivered to the customer.

Property and Equipment

Property and Equipment	6 Months Ended
	Jun. 30, 2019
Property and Equipment
Property and Equipment	4. Property and Equipment Property and equipment consisted of the following (in thousands): June 30, December 31, 2019 2018 Computers and other related equipment $ 11,655 $ 10,859 Purchased and internally developed software 32,387 29,758 Furniture and fixtures 1,472 1,470 Leasehold improvements 6,795 6,795 Machinery and related equipment 581 581 52,890 49,463 Less accumulated depreciation (39,590) (36,337) Property and equipment, net $ 13,300 $ 13,126 Depreciation and software amortization expense, which includes losses on disposal of property and equipment of less than $0.1 million for each of the three and six months ended June 30, 2019 and 2018, is shown by classification below (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Product costs $ 393 $ 213 $ 761 $ 395 Service costs 944 737 1,880 1,391 Sales and marketing 6 8 13 16 Product development 12 18 23 38 General and administrative 412 514 889 1,079 Total depreciation $ 1,767 $ 1,490 $ 3,566 $ 2,919

Goodwill and Intangible Assets

Goodwill and Intangible Assets	6 Months Ended
	Jun. 30, 2019
Goodwill and Intangible Assets
Goodwill and Intangible Assets	5. Goodwill and Intangible Assets The following table presents the changes in our goodwill balance (in thousands): Balance at December 31, 2018 $ 19,435 Foreign currency impact (3) Balance at June 30, 2019 $ 19,432 We have two reporting units, Marketplaces and Media. Goodwill related to our Marketplaces reporting unit was $17.1 million as of June 30, 2019. Goodwill related to our Media reporting unit was $2.3 million and was recorded in connection with the acquisition of Well+Good in June 2018. Intangible assets consisted of the following (in thousands): June 30, 2019 Gross carrying Accumulated Net carrying amount amortization amount Customer relationships $ 4,003 $ (2,647) $ 1,356 Artist relationships 12,222 (11,183) 1,039 Media content 91,489 (91,301) 188 Technology 6,204 (6,006) 198 Non-compete agreements 25 (25) — Trade names 18,254 (6,913) 11,341 $ 132,197 $ (118,075) $ 14,122 December 31, 2018 Gross carrying Accumulated Net carrying amount amortization amount Customer relationships $ 4,003 $ (2,219) $ 1,784 Artist relationships 12,223 (11,007) 1,216 Media content 91,489 (91,215) 274 Technology 6,204 (5,682) 522 Non-compete agreements 25 (25) — Trade names 16,257 (6,120) 10,137 $ 130,201 $ (116,268) $ 13,933 Identifiable finite-lived intangible assets are amortized on a straight-line basis over their estimated useful lives commencing on the date that the asset is available for its intended use. Total amortization expense for the periods shown below includes (in thousands): ] \ Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Service costs $ 21 $ 300 $ 88 $ 669 Sales and marketing 302 159 604 319 Product development 162 293 324 585 General and administrative 410 204 796 409 Total amortization $ 895 $ 956 $ 1,812 $ 1,982

Accrued Expenses and Other Liab

Accrued Expenses and Other Liabilities	6 Months Ended
	Jun. 30, 2019
Accrued Expenses and Other Liabilities
Accrued Expenses and Other Liabilities	6. Accrued Expenses and Other Liabilities Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued payroll and related items $ 2,486 $ 4,769 Artist payables 4,017 5,528 Accrued product costs 1,294 3,008 Operating lease liabilities 1,673 — Contingent liabilities 1,054 1,082 Accrued post-combination compensation — 1,819 Other 5,322 5,943 Accrued expenses and other current liabilities $ 15,846 $ 22,149 Other long-term liabilities consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued rent $ — $ 1,320 Contingent liabilities — 976 Other 262 270 Other liabilities $ 262 $ 2,566 As part of the acquisition of Deny Designs in May 2017, contingent consideration of up to $3.6 million is payable to the seller annually in three equal installments on the first through third anniversary of the closing date. The contingent consideration was valued at $2.8 million as of the acquisition date based on time value, discount rate, and the estimated probability of achieving the contingent criteria related to the ongoing development of new products for sale, as specified in the purchase agreement. Such amounts are adjusted at each subsequent period based on probability of achievement until settlement of such liability. Adjustments to the liability are recorded to income or expense in our condensed consolidated statement of operations. The fair value adjustment to the liability for the three and six months ended June 30, 2019 was not material. The May 2018 and May 2019 installments of the contingent consideration, net of post-closing working capital adjustments to the purchase price, were paid to the seller in the amounts of $1.1 million and $1.2 million, respectively. The estimated amount payable upon the third anniversary is included in other liabilities in our condensed consolidated balance sheets.

Leases

Leases	6 Months Ended
	Jun. 30, 2019
Leases
Leases	7. Leases We adopted ASU 2016-02— Leases (Topic 842) as of January 1, 2019, using the new transition method issued under ASU 2018-11, which allows an entity to initially apply the new leases standard at the adoption date and recognize a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption and also allows an entity to elect not to recast their comparative periods in transition. In addition, we elected to use the package of practical expedients permitted under the transition guidance within the new standard, which among other things, allowed us to carry forward the historical lease classification. We also elected to use the practical expedient related to short-term leases, allowing us to not recognize right-of-use assets and lease liabilities for leases with a lease term of 12 months or less. We determine if an arrangement is a lease at inception. Operating leases are included in operating lease right-of-use (“ROU”) assets, other current liabilities, and operating lease liabilities in our consolidated balance sheets. Finance leases are included in property and equipment, other current liabilities, and other long-term liabilities in our consolidated balance sheets. ROU assets represent our right to use an underlying asset for the lease term and lease liabilities represent our obligation to make lease payments arising from the lease. Operating lease ROU assets and liabilities are recognized at the commencement date based on the present value of lease payments over the lease term. As our leases do not provide an implicit rate, we use our incremental borrowing rate based on the information available at the commencement date in determining the present value of lease payments. Our lease terms may include options to extend or terminate the lease when it is reasonably certain that we will exercise that option. Lease expense for lease payments is recognized on a straight-line basis over the lease term. We have operating leases primarily for office space facilities. Leases with an initial term of 12 months or less are not recorded on the balance sheet; we recognize lease expense for these leases on a straight-line basis over the lease term. Our operating leases have remaining lease terms of one year to six years, some of which include options to extend the leases for up to five years or to terminate the leases within one year. Our operating lease agreements do not contain any material residual value guarantees or material restrictive covenants. As of June 30, 2019, finance leases were not material. As of June 30, 2019, lease expense was comprised of $1.3 million in operating lease cost. Supplemental cash flow information related to leases was as follows (in thousands): Three months ended June 30, 2019 Six months ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 701 $ 1,438 Supplemental balance sheet information related to leases was as follows (in thousands): June 30, 2019 Operating leases: Operating lease right-of-use assets $ 8,182 Other current liabilities 1,673 Operating lease liabilities 7,643 Total operating lease liabilities $ 9,316 Weighted average remaining lease term: Operating leases 5 years Weighted average discount rate: Operating leases 9% Maturities of operating lease liabilities as of June 30, 2019 were as follows (in thousands): Operating Leases 2019 $ 1,289 2020 2,275 2021 2,281 2022 2,183 2023 2,236 Thereafter 1,336 Total lease payments 11,600 Less imputed interest 2,284 Total operating lease liabilities $ 9,316 The following is a schedule of future minimum lease payments under operating leases as of December 31, 2018 (in thousands): Operating leases Year ending December 31, 2019 $ 2,765 2020 2,275 2021 2,281 2022 2,183 2023 2,236 Thereafter 1,336 Total minimum lease payments $ 13,076

Commitments and Contingencies

Commitments and Contingencies	6 Months Ended
	Jun. 30, 2019
Commitments and Contingencies
Commitments and Contingencies	8. Commitments and Contingencies Leases We conduct our operations utilizing leased office facilities in various locations under operating leases and, as of June 30, 2019, these leases have non-cancelable periods ending between July 2019 and July 2024. The lease for our Santa Monica office facility expires in July 2024. Litigation From time to time, we are a party to various legal matters incidental to the conduct of our business. Certain of our outstanding legal matters include speculative claims for indeterminate amounts of damages. We record a liability when we believe that it is probable that a loss has been incurred and the amount can be reasonably estimated. Based on our current knowledge, we do not believe that there is a reasonable possibility that the final outcome of the pending or threatened legal proceedings to which we are a party, either individually or in the aggregate, will have a material adverse effect on our future financial results. However, the outcome of such legal matters is subject to significant uncertainties. Taxes From time to time, various federal, state and other jurisdictional tax authorities undertake reviews of the Company and its filings. In evaluating the exposure associated with various tax filing positions, we accrue charges for possible exposures. We believe any adjustments that may ultimately be required as a result of any of these reviews will not be material to our consolidated financial statements. Indemnification In the normal course of business, we have provided certain indemnities, commitments and guarantees under which we may be required to make payments in relation to certain transactions or contractual commitments. These indemnities include intellectual property indemnities to our customers and partners, indemnities to our directors and officers to the maximum extent permitted under the laws of the State of Delaware, indemnifications related to our lease agreements and indemnifications to sellers or buyers in connection with acquisitions and dispositions, respectively. In addition, our advertiser, content creation and distribution partner agreements contain certain indemnification provisions which are generally consistent with those prevalent in our industry. We have not incurred significant obligations under indemnification provisions historically, and do not expect to incur significant obligations in the future. Accordingly, we have not recorded any liability for these indemnities.

Income Taxes

Income Taxes	6 Months Ended
	Jun. 30, 2019
Income Taxes
Income Taxes	9. Income Taxes Income tax expense was less than $0.1 million for each of the three and six months ended June 30, 2019 and 2018 . Our effective tax rate differs from the statutory rate primarily as a result of state taxes, foreign taxes, nondeductible stock option expenses and changes in our valuation allowance. If all or a portion of our net operating loss carryforwards are subject to limitation because it is determined that we had previously experienced an “ownership change” as defined in section 382 of the Internal Revenue Code of 1986, as amended, our future cash flows could be adversely impacted due to increased tax liability. We reduce our deferred tax assets resulting from future tax benefits by a valuation allowance if, based on the weight of the available evidence, it is more likely than not that some portion or all of these deferred taxes will not be realized. The timing of the reversal of deferred tax liabilities associated with tax deductible goodwill is not certain and thus not available to assure the realization of a portion of the deferred tax assets. However, the reversal of deferred tax liabilities associated with tax deductible goodwill can be a source of taxable income to support the realization of a deductible temporary difference that is scheduled to reverse into net operating losses with an unlimited carryforward period. Except for the deferred tax liabilities resulting from tax deductible goodwill, we have deferred tax assets in excess of deferred tax liabilities before application of a valuation allowance for the periods presented. As we have insufficient history of generating income, the ultimate future realization of these excess deferred tax assets does not meet the more likely than not criteria and is thus subject to a valuation allowance. Accordingly, we have established a full valuation allowance against our deferred tax assets. We are subject to the accounting guidance for uncertain income tax positions. We believe it is more likely than not that our income tax positions and deductions will be sustained on audit and do not anticipate any adjustments which could result in a material adverse effect on our financial condition, results of operations, or cash flow. Our policy for recording interest and penalties associated with audits and uncertain tax positions is to record such items as a component of income tax expense, and no interest or penalties were recognized in the six months ended June 30, 2019 or 2018. There are no material uncertain tax positions and no uncertain income tax positions were recorded during the six months ended June 30, 2019 or 2018 , and we do not expect our uncertain tax position to change materially during the next twelve months. We file tax returns in the United States, at both the federal and state level, and in several foreign jurisdictions. Due to net operating loss carryforwards, our tax returns are open to examination by the Internal Revenue Service and state jurisdictions for all years since inception. On December 22, 2017, the Tax Cuts and Jobs Act (the “2017 Act”) was enacted. As of December 31, 2018, we had completed our analysis on the tax impact relating to the 2017 Act and no material changes were made to the provisional amounts recorded. There was no additional impact on the income tax provision as of June 30, 2019 .

Stock-based Compensation Plans

Stock-based Compensation Plans and Awards	6 Months Ended
	Jun. 30, 2019
Stock-based Compensation Plans and Awards
Stock-Based Compensation Plans and Awards	10. Stock-based Compensation Plans and Awards Stock-based Compensation Expense Stock-based compensation expense related to all employee and non-employee stock-based awards recognized in the condensed consolidated statements of operations was as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Service costs $ 262 $ 177 $ 443 $ 326 Sales and marketing 171 258 251 468 Product development 564 651 1,156 1,159 General and administrative 1,212 1,590 2,280 2,931 Total stock-based compensation $ 2,209 $ 2,676 $ 4,130 $ 4,884 Award Activity Stock Options Stock option activity is as follows (in thousands): Number of options outstanding Outstanding at December 31, 2018 1,853 Options granted 120 Options exercised (57) Options forfeited or cancelled (33) Outstanding at June 30, 2019 1,883 Restricted Stock Units Restricted stock unit activity is as follows (in thousands): Number of shares Unvested at December 31, 2018 1,921 Granted 1,432 Vested (687) Forfeited (301) Unvested at June 30, 2019 2,365

Stockholders' Equity

Stockholders' Equity	6 Months Ended
	Jun. 30, 2019
Stockholders' Equity
Stockholders' Equity	11. Stockholders’ Equity Follow-on Public Offering of Common Stock On February 12, 2018, we completed an underwritten registered public offering of 3,373,332 shares of our common stock, which included full exercise of the underwriter’s option to purchase additional shares of common stock, at a public offering price of $7.50 per share. We received aggregate net proceeds from the offering of $23.4 million, after deducting the underwriting discounts and commissions and offering expenses of approximately $1.9 million. Stock Repurchases Under our stock repurchase plan, as amended in February 2012, we are authorized to repurchase up to $50.0 million of our common stock from time to time. We have not initiated any repurchases of our common stock since December 2016 and are not currently making repurchases. As of June 30, 2019, approximately $14.3 million remained available under the repurchase plan, and we may continue to make stock repurchases from time to time in the future. The timing and actual number of shares repurchased will depend on various factors including price, corporate and regulatory requirements, alternative investment opportunities and other market conditions. Shares repurchased by us are accounted for when the transaction is settled. As of June 30, 2019, there were no unsettled share repurchases. The par value of shares repurchased is deducted from common stock and any excess over par value is deducted from additional paid-in capital. Direct costs incurred to repurchase the shares are included in the total cost of the shares.

Acquisitions and Dispositions

Acquisitions and Dispositions	6 Months Ended
	Jun. 30, 2019
Acquisitions and Dispositions
Acquisitions and Dispositions	12. Acquisitions and Dispositions Acquisitions Only In Your State On February 1, 2019, pursuant to an Asset Purchase Agreement, we acquired substantially all of the assets of Only In Your State, LLC (“Only In Your State”), including its website that focuses on travel and local tourism for total consideration of $2.0 million in cash, of which $0.1 million was held back to secure post-closing indemnification obligations. We evaluated the acquisition of Only In Your State under ASU 2017-01, Business Combinations: Clarifying the Definition of a Business . Based on the results of the analysis performed, we determined that substantially all of the fair value of the gross assets acquired is concentrated in a single identifiable asset or group of similar identifiable assets. As a result, we concluded that the acquisition of Only In Your State represents an asset acquisition and does not represent a business combination to be accounted for under ASC 805. The total purchase price of $2.0 million was preliminarily allocated entirely to the trademark acquired, which has an estimated useful life of ten years. Our preliminary allocation and valuation of the fair value of individual assets acquired is based on estimates and assumptions and is subject to change pending finalization of the allocation and valuation. The acquisition is included in our condensed consolidated financial statements as of the closing date of the acquisition, which was February 1, 2019. Acquisition-related transaction costs were not material. Well+Good On June 5, 2018, we acquired 100% of the issued and outstanding membership interests of Well+Good LLC (“Well+Good”), a health and wellness media company, for an initial payment of $12.3 million in cash, comprised of a $10.0 million purchase price and an additional $2.3 million after giving effect to working capital adjustments as of the closing date. Of the aggregate $12.3 million in cash paid at closing, $0.8 million was held back to secure post-closing indemnification obligations of the sellers and/or post-closing adjustments to the purchase price. Any remaining portion of the holdback amount not subject to then-pending claims will be paid on the one year anniversary of the closing of the acquisition. In addition, we agreed to pay certain key employees/equity holders of Well+Good deferred compensation targeted at $9.0 million, payable over a three year period upon the achievement of certain operating targets through the end of the 2020 fiscal year, subject to reduction, increase and acceleration in certain circumstances. The deferred compensation is considered post-combination consideration and any estimated deferred compensation expense for future periods accrues and is included in other liabilities in our condensed consolidated balance sheet. In February 2019, deferred compensation of $1.9 million was paid to certain key employees/equity holders of Well+Good based on fiscal year 2018 results. As of June 30, 2019, we have not accrued any expense for Well+Good deferred compensation based on the 2019 fiscal year period.

Business Segments

Business Segments	6 Months Ended
	Jun. 30, 2019
Business Segments
Business Segments	13. Business Segments We operate in two segments: Marketplaces and Media. Our Marketplaces segment consists of several leading art and design marketplaces where large communities of artists can market and sell their original artwork or their original designs printed on a wide variety of products. Our Media segment consists of our leading owned and operated media properties that publish content, including videos, articles and other content formats, on various category-specific properties with distinct editorial voices, as well as other media properties focused on specific categories or interests that we either own and operate or host and operate for our partners. Our chief operating decision maker (the “CODM”) uses revenue and operating contribution to evaluate the profitability of our operating segments; all other financial information is reviewed by the CODM on a consolidated basis. Segment operating contribution reflects earnings before corporate and unallocated expenses and also excludes: (a) depreciation expense; (b) amortization of intangible assets; (c) share-based compensation expense; (d) interest and other income (expense); (e) income taxes; and (f) contingent payments to certain key employees/equity holders of acquired businesses. Our CODM does not evaluate our operating segments using asset information. We do not aggregate our operating segments. The majority of our principal operations and assets are located in the United States. The financial performance of our operating segments and reconciliation to consolidated operating loss is as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Segment Revenue: Marketplaces $ 19,189 $ 19,655 $ 40,027 $ 40,622 Media 16,600 14,666 29,800 27,446 Total revenue $ 35,789 $ 34,321 $ 69,827 $ 68,068 Segment Operating Expenses: Marketplaces (1) $ 20,533 $ 20,203 $ 42,682 $ 41,113 Media (1) 9,955 8,447 19,546 15,766 Add: Corporate expenses (2) 7,237 6,824 15,164 13,589 Consolidated operating expenses $ 37,725 $ 35,474 $ 77,392 $ 70,468 Segment Operating Contribution: Marketplaces (3) $ (1,344) $ (548) $ (2,655) $ (491) Media (3) 6,645 6,219 10,254 11,680 Add (deduct): Corporate expenses (2) (7,237) (6,824) (15,164) (13,589) Acquisition, disposition and realignment costs (4) — 539 — 539 Adjusted EBITDA (5) $ (1,936) $ (614) $ (7,565) $ (1,861) Reconciliation to consolidated pre-tax income (loss): Adjusted EBITDA (5) $ (1,936) $ (614) $ (7,565) $ (1,861) Add (deduct): Interest income (expense), net 60 29 178 46 Other (expense) income, net 19 (25) 12 (33) Depreciation and amortization (6) (2,662) (2,446) (5,378) (4,901) Stock-based compensation (7) (2,209) (2,676) (4,130) (4,884) Acquisition, disposition, realignment and contingent payment costs (8) — (539) (90) (539) Loss before income taxes $ (6,728) $ (6,271) $ (16,973) $ (12,172) (1) Segment operating expenses reflects operating expenses that are directly attributable to the operating segment, not including corporate and unallocated expenses, and also excluding the following: (a) depreciation expense; (b) amortization of intangible assets; (c) share-based compensation expense; (d) interest and other income (expense); (e) income taxes; and (f) contingent payments to certain key employees/equity holders of acquired businesses. (2) Corporate expenses include operating expenses that are not directly attributable to the operating segments, including: corporate information technology, marketing, and general and administrative support functions and also excludes the following: (a) depreciation expense; (b) amortization of intangible assets; (c) share-based compensation expense; (d) interest and other income (expense); and (e) income taxes. (3) Segment operating contribution reflects segment revenue less segment operating expenses. Operating contribution has certain limitations in that it does not take into account the impact to the statement of operations of certain expenses and is not directly comparable to similar measures used by other companies. (4) Represents such items, when applicable, as (a) legal, accounting and other professional service fees directly attributable to acquisition, disposition or corporate realignment activities, (b) employee severance, and (c) other payments attributable to acquisition, disposition or corporate realignment activities, excluding contingent payments to certain key employees/equity holders of acquired businesses. (5) Adjusted EBITDA reflects net income (loss) excluding interest (income) expense, income tax expense (benefit), and certain other non-cash or non-recurring items impacting net income (loss) from time to time, principally comprised of depreciation and amortization, stock-based compensation, contingent payments to certain key employees/equity holders of acquired businesses and other payments attributable to acquisition, disposition or corporate realignment activities. (6) Represents depreciation expense of our long-lived tangible assets and amortization expense of our finite-lived intangible assets, including amortization expense related to our investment in media content assets, included in our GAAP results of operations. (7) Represents the expense related to stock-based awards granted to employees as included in our GAAP results of operations. (8) Represents such items, when applicable, as (a) legal, accounting and other professional service fees directly attributable to acquisition, disposition or corporate realignment activities, (b) employee severance, (c) contingent payments to certain key employees/equity holders of acquired businesses and (d) other payments attributable to acquisition, disposition or corporate realignment activities. Revenue by geographic region, as determined based on the location of our customers or anticipated destination of use, is as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Domestic $ 31,023 $ 28,643 $ 59,295 $ 55,839 International 4,766 5,678 10,532 12,229 Total revenue $ 35,789 $ 34,321 $ 69,827 $ 68,068

Fair Value

Fair Value	6 Months Ended
	Jun. 30, 2019
Fair Value
Fair Value	14. Fair Value As of each of the periods ended June 30, 2019 and 2018, we did not have any Level 1 financial assets measured at fair value. In May 2017, we recorded a contingent consideration liability as a result of the acquisition of Deny Designs for $2.8 million. The minimum and maximum amount payable for each of the three years is $0.3 million and $1.2 million, respectively, based upon satisfaction of the contingent criteria related to the ongoing development of new products for sale, as specified in the purchase agreement. Such amounts are adjusted at each subsequent period based on probability of achievement until settlement of such liability. Adjustments to the liability will be recorded to income or expense in our condensed statement of operations. The May 2018 and May 2019 installments of the contingent consideration, net of post-closing working capital adjustments to the purchase price, were paid to the seller in the amounts of $1.1 million and $1.2 million, respectively. The estimated amount payable upon the third anniversary is included in other liabilities in our condensed consolidated balance sheet. The fair value adjustment to the liability for each of the three and six months ended June 30, 2019 and 2018 was not material. We classify our contingent consideration resulting from acquisitions within Level 3, as the valuation inputs are based on unobservable inputs . Of the $0.8 million held back as a result of the Well+Good acquisition, in May and June 2019 we paid $0.6 million to the seller, net of $0.2 million included as a working capital adjustment pursuant to the purchase agreement.

Net Loss Per Share

Net Loss Per Share	6 Months Ended
	Jun. 30, 2019
Net Loss Per Share
Net Loss Per Share	15. Net Loss Per Share The following table sets forth the computation of basic and diluted net loss per share of common stock (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Net loss $ (6,762) $ (6,293) $ (17,048) $ (12,218) Weighted average common shares outstanding—basic and diluted 25,907 24,854 25,755 23,910 Net loss per share - basic and diluted (0.26) (0.25) (0.66) (0.51) For the three and six months ended June 30, 2019 and 2018, we excluded 4.3 million and 4.7 million shares, respectively, from the calculation of diluted weighted average common shares outstanding, as their inclusion would have been antidilutive. For the three months ended June 30, 2019 and 2018, had we reported net income, approximately 0.3 million and 0.9 million common shares would have been included in the number of shares used to calculate earnings per share, respectively. For the six months ended June 30, 2019 and 2018, had we reported net income, approximately 0.6 million and 1.0 million common shares would have been included in the number of shares used to calculate earnings per share, respectively.

Basis of Presentation (Policies

Basis of Presentation (Policies)	6 Months Ended
	Jun. 30, 2019
Basis of Presentation
Basis of Presentation	Basis of Presentation The accompanying interim condensed consolidated balance sheet as of June 30, 2019, the condensed consolidated statements of operations and condensed consolidated statements of comprehensive (loss) income for the three and six months ended June 30, 2019 and 2018, the condensed consolidated statements of cash flows for the six months ended June 30, 2019 and 2018 and the condensed consolidated statement of stockholders’ equity for the six months ended June 30, 2019 and 2018 are unaudited. In the opinion of management, the unaudited interim condensed consolidated financial statements have been prepared on the same basis as the audited consolidated financial statements and include all adjustments, which include only normal recurring adjustments, necessary for the fair statement of our statement of financial position as of June 30, 2019, our results of operations for the three and six months ended June 30, 2019 and 2018, and our cash flows for the six months ended June 30, 2019 and 2018. The results for the three and six months ended June 30, 2019 are not necessarily indicative of the results expected for the full year. The consolidated balance sheet as of December 31, 2018 has been derived from our audited financial statements included in our Annual Report on Form 10-K for the year ended December 31, 2018. The interim unaudited condensed consolidated financial statements have been prepared in accordance with generally accepted accounting principles in the United States (“GAAP”), for interim financial information and with the instructions from the U.S. Securities and Exchange Commission (“SEC”) for Quarterly Reports on Form 10-Q and Article 10 of Regulation S-X. They do not include all of the information and footnotes required by GAAP for complete financial statements. Therefore, these interim unaudited condensed consolidated financial statements should be read in conjunction with the audited consolidated financial statements and notes thereto included in our Annual Report on Form 10-K for the year ended December 31, 2018 filed with the SEC.
Principles of Consolidation	Principles of Consolidation The consolidated financial statements include the accounts of Leaf Group and its wholly owned subsidiaries. Acquisitions are included in our consolidated financial statements from the date of the acquisition. Our purchase accounting resulted in all assets and liabilities of acquired businesses being recorded at their estimated fair values on the acquisition dates. All intercompany transactions and balances have been eliminated in consolidation .
Use of Estimates	Use of Estimates The preparation of the consolidated financial statements in conformity with GAAP requires management to make estimates and assumptions that affect the reported amounts of assets and liabilities, the disclosure of contingent assets and liabilities at the date of the financial statements, and the reported amounts of revenue and expenses during the reporting period. Significant items subject to such estimates and assumptions include revenue, allowance for doubtful accounts, the assigned value of acquired assets and assumed liabilities in business combinations, useful lives and impairment of property and equipment, intangible assets, goodwill and other assets, the fair value of equity-based compensation awards, and deferred income tax assets and liabilities. Actual results could differ materially from those estimates. On an ongoing basis, we evaluate our estimates compared to historical experience and trends, which form the basis for making judgments about the carrying value of our assets and liabilities.
Recent Accounting Pronouncements	Recent Accounting Pronouncements In February 2016, the FASB issued ASU 2016-02, Leases (Topic 842). This update requires lease assets and lease liabilities to be recognized on the balance sheet and disclosure of key information about leasing arrangements. This guidance is effective for us commencing in the first quarter of fiscal year 2019. In July 2018, the FASB issued ASU 2018-11, which provides entities with an additional transition method to adopt Topic 842. Under the new transition method, an entity initially applies the new leases standard at the adoption date and recognizes a cumulative-effect adjustment to the opening balance of retained earnings in the period of adoption. We have adopted Topic 842 as of January 1, 2019 using the new transition method, utilizing certain practical expedients allowable with the adoption of ASU 2016-02. Substantially all of our operating lease commitments with terms greater than 12 months are subject to the new guidance and are recognized as operating lease liabilities and right-of-use assets upon adoption. Adoption of the new standard resulted in the recording of additional net lease assets and lease liabilities of $9.2 million and $10.3 million respectively, as of January 1, 2019. The standard did not have a material impact on the recognition, measurement or presentation of lease expenses within our consolidated statements of operations or cash flows.

Revenue Recognition (Tables)

Revenue Recognition (Tables)	6 Months Ended
	Jun. 30, 2019
Revenue Recognition
Schedule of disaggregation of revenue	The following table presents our revenues disaggregated by revenue source (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Product Marketplaces $ 15,869 $ 17,192 $ 33,410 $ 35,644 Service Marketplaces 3,320 2,463 6,617 4,978 Media 16,600 14,666 29,800 27,446 Total revenue $ 35,789 $ 34,321 $ 69,827 $ 68,068

Property and Equipment (Tables)

Property and Equipment (Tables)	6 Months Ended
	Jun. 30, 2019
Property and Equipment
Schedule of Property and Equipment	Property and equipment consisted of the following (in thousands): June 30, December 31, 2019 2018 Computers and other related equipment $ 11,655 $ 10,859 Purchased and internally developed software 32,387 29,758 Furniture and fixtures 1,472 1,470 Leasehold improvements 6,795 6,795 Machinery and related equipment 581 581 52,890 49,463 Less accumulated depreciation (39,590) (36,337) Property and equipment, net $ 13,300 $ 13,126
Schedule of Depreciation Expense	Depreciation and software amortization expense, which includes losses on disposal of property and equipment of less than $0.1 million for each of the three and six months ended June 30, 2019 and 2018, is shown by classification below (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Product costs $ 393 $ 213 $ 761 $ 395 Service costs 944 737 1,880 1,391 Sales and marketing 6 8 13 16 Product development 12 18 23 38 General and administrative 412 514 889 1,079 Total depreciation $ 1,767 $ 1,490 $ 3,566 $ 2,919

Goodwill and Intangible Assets

Goodwill and Intangible Assets (Tables)	6 Months Ended
	Jun. 30, 2019
Goodwill and Intangible Assets
Changes in Goodwill Balance	The following table presents the changes in our goodwill balance (in thousands): Balance at December 31, 2018 $ 19,435 Foreign currency impact (3) Balance at June 30, 2019 $ 19,432
Schedule of Intangible Assets	Intangible assets consisted of the following (in thousands): June 30, 2019 Gross carrying Accumulated Net carrying amount amortization amount Customer relationships $ 4,003 $ (2,647) $ 1,356 Artist relationships 12,222 (11,183) 1,039 Media content 91,489 (91,301) 188 Technology 6,204 (6,006) 198 Non-compete agreements 25 (25) — Trade names 18,254 (6,913) 11,341 $ 132,197 $ (118,075) $ 14,122 December 31, 2018 Gross carrying Accumulated Net carrying amount amortization amount Customer relationships $ 4,003 $ (2,219) $ 1,784 Artist relationships 12,223 (11,007) 1,216 Media content 91,489 (91,215) 274 Technology 6,204 (5,682) 522 Non-compete agreements 25 (25) — Trade names 16,257 (6,120) 10,137 $ 130,201 $ (116,268) $ 13,933
Amortization Expense by Classification	Total amortization expense for the periods shown below includes (in thousands): ] \ Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Service costs $ 21 $ 300 $ 88 $ 669 Sales and marketing 302 159 604 319 Product development 162 293 324 585 General and administrative 410 204 796 409 Total amortization $ 895 $ 956 $ 1,812 $ 1,982

Accrued Expenses and Other Li_2

Accrued Expenses and Other Liabilities (Tables)	6 Months Ended
	Jun. 30, 2019
Accrued Expenses and Other Liabilities
Schedule of Accrued Expenses and Other Current Liabilities	Accrued expenses and other current liabilities consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued payroll and related items $ 2,486 $ 4,769 Artist payables 4,017 5,528 Accrued product costs 1,294 3,008 Operating lease liabilities 1,673 — Contingent liabilities 1,054 1,082 Accrued post-combination compensation — 1,819 Other 5,322 5,943 Accrued expenses and other current liabilities $ 15,846 $ 22,149
Schedule of Other Long-term Liabilities	Other long-term liabilities consisted of the following (in thousands): June 30, December 31, 2019 2018 Accrued rent $ — $ 1,320 Contingent liabilities — 976 Other 262 270 Other liabilities $ 262 $ 2,566

Leases (Tables)

Leases (Tables)	6 Months Ended
	Jun. 30, 2019
Leases
Schedule of supplemental cash flow information related to leases	Supplemental cash flow information related to leases was as follows (in thousands): Three months ended June 30, 2019 Six months ended June 30, 2019 Cash paid for amounts included in the measurement of lease liabilities: Operating cash flows from operating leases $ 701 $ 1,438
Schedule of supplemental balance sheet information related to leases	Supplemental balance sheet information related to leases was as follows (in thousands): June 30, 2019 Operating leases: Operating lease right-of-use assets $ 8,182 Other current liabilities 1,673 Operating lease liabilities 7,643 Total operating lease liabilities $ 9,316 Weighted average remaining lease term: Operating leases 5 years Weighted average discount rate: Operating leases 9%
Schedule of maturities of operating lease liabilities	Maturities of operating lease liabilities as of June 30, 2019 were as follows (in thousands): Operating Leases 2019 $ 1,289 2020 2,275 2021 2,281 2022 2,183 2023 2,236 Thereafter 1,336 Total lease payments 11,600 Less imputed interest 2,284 Total operating lease liabilities $ 9,316
Schedule of future minimum payments under operating leases	The following is a schedule of future minimum lease payments under operating leases as of December 31, 2018 (in thousands): Operating leases Year ending December 31, 2019 $ 2,765 2020 2,275 2021 2,281 2022 2,183 2023 2,236 Thereafter 1,336 Total minimum lease payments $ 13,076

Stock-based Compensation Plan_2

Stock-based Compensation Plans and Awards (Tables)	6 Months Ended
	Jun. 30, 2019
Stock-based Compensation Plans and Awards
Stock-based Compensation Expense	Stock-based compensation expense related to all employee and non-employee stock-based awards recognized in the condensed consolidated statements of operations was as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Service costs $ 262 $ 177 $ 443 $ 326 Sales and marketing 171 258 251 468 Product development 564 651 1,156 1,159 General and administrative 1,212 1,590 2,280 2,931 Total stock-based compensation $ 2,209 $ 2,676 $ 4,130 $ 4,884
Stock Options Activity	Stock option activity is as follows (in thousands): Number of options outstanding Outstanding at December 31, 2018 1,853 Options granted 120 Options exercised (57) Options forfeited or cancelled (33) Outstanding at June 30, 2019 1,883
Restricted Stock Unit Activity	Restricted stock unit activity is as follows (in thousands): Number of shares Unvested at December 31, 2018 1,921 Granted 1,432 Vested (687) Forfeited (301) Unvested at June 30, 2019 2,365

Business Segments (Tables)

Business Segments (Tables)	6 Months Ended
	Jun. 30, 2019
Business Segments
Schedule of financial performance of our operating segments and reconciliation to consolidated operating loss	The financial performance of our operating segments and reconciliation to consolidated operating loss is as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Segment Revenue: Marketplaces $ 19,189 $ 19,655 $ 40,027 $ 40,622 Media 16,600 14,666 29,800 27,446 Total revenue $ 35,789 $ 34,321 $ 69,827 $ 68,068 Segment Operating Expenses: Marketplaces (1) $ 20,533 $ 20,203 $ 42,682 $ 41,113 Media (1) 9,955 8,447 19,546 15,766 Add: Corporate expenses (2) 7,237 6,824 15,164 13,589 Consolidated operating expenses $ 37,725 $ 35,474 $ 77,392 $ 70,468 Segment Operating Contribution: Marketplaces (3) $ (1,344) $ (548) $ (2,655) $ (491) Media (3) 6,645 6,219 10,254 11,680 Add (deduct): Corporate expenses (2) (7,237) (6,824) (15,164) (13,589) Acquisition, disposition and realignment costs (4) — 539 — 539 Adjusted EBITDA (5) $ (1,936) $ (614) $ (7,565) $ (1,861) Reconciliation to consolidated pre-tax income (loss): Adjusted EBITDA (5) $ (1,936) $ (614) $ (7,565) $ (1,861) Add (deduct): Interest income (expense), net 60 29 178 46 Other (expense) income, net 19 (25) 12 (33) Depreciation and amortization (6) (2,662) (2,446) (5,378) (4,901) Stock-based compensation (7) (2,209) (2,676) (4,130) (4,884) Acquisition, disposition, realignment and contingent payment costs (8) — (539) (90) (539) Loss before income taxes $ (6,728) $ (6,271) $ (16,973) $ (12,172) (1) Segment operating expenses reflects operating expenses that are directly attributable to the operating segment, not including corporate and unallocated expenses, and also excluding the following: (a) depreciation expense; (b) amortization of intangible assets; (c) share-based compensation expense; (d) interest and other income (expense); (e) income taxes; and (f) contingent payments to certain key employees/equity holders of acquired businesses. (2) Corporate expenses include operating expenses that are not directly attributable to the operating segments, including: corporate information technology, marketing, and general and administrative support functions and also excludes the following: (a) depreciation expense; (b) amortization of intangible assets; (c) share-based compensation expense; (d) interest and other income (expense); and (e) income taxes. (3) Segment operating contribution reflects segment revenue less segment operating expenses. Operating contribution has certain limitations in that it does not take into account the impact to the statement of operations of certain expenses and is not directly comparable to similar measures used by other companies. (4) Represents such items, when applicable, as (a) legal, accounting and other professional service fees directly attributable to acquisition, disposition or corporate realignment activities, (b) employee severance, and (c) other payments attributable to acquisition, disposition or corporate realignment activities, excluding contingent payments to certain key employees/equity holders of acquired businesses. (5) Adjusted EBITDA reflects net income (loss) excluding interest (income) expense, income tax expense (benefit), and certain other non-cash or non-recurring items impacting net income (loss) from time to time, principally comprised of depreciation and amortization, stock-based compensation, contingent payments to certain key employees/equity holders of acquired businesses and other payments attributable to acquisition, disposition or corporate realignment activities. (6) Represents depreciation expense of our long-lived tangible assets and amortization expense of our finite-lived intangible assets, including amortization expense related to our investment in media content assets, included in our GAAP results of operations. (7) Represents the expense related to stock-based awards granted to employees as included in our GAAP results of operations. (8) Represents such items, when applicable, as (a) legal, accounting and other professional service fees directly attributable to acquisition, disposition or corporate realignment activities, (b) employee severance, (c) contingent payments to certain key employees/equity holders of acquired businesses and (d) other payments attributable to acquisition, disposition or corporate realignment activities.
Summary of Revenue by Geographic Region	Revenue by geographic region, as determined based on the location of our customers or anticipated destination of use, is as follows (in thousands): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Domestic $ 31,023 $ 28,643 $ 59,295 $ 55,839 International 4,766 5,678 10,532 12,229 Total revenue $ 35,789 $ 34,321 $ 69,827 $ 68,068

Net Loss Per Share (Tables)

Net Loss Per Share (Tables)	6 Months Ended
	Jun. 30, 2019
Net Loss Per Share
Schedule of Computation of Basic and Diluted Net Loss Per Share	The following table sets forth the computation of basic and diluted net loss per share of common stock (in thousands, except per share data): Three months ended June 30, Six months ended June 30, 2019 2018 2019 2018 Net loss $ (6,762) $ (6,293) $ (17,048) $ (12,218) Weighted average common shares outstanding—basic and diluted 25,907 24,854 25,755 23,910 Net loss per share - basic and diluted (0.26) (0.25) (0.66) (0.51)

Company Background and Overvi_2

Company Background and Overview (Details)	6 Months Ended
	Jun. 30, 2019segmentitem
Company Background and Overview
Number of operating segments | segment	2
Minimum
Company Background and Overview
Number of other media properties owned or hosted | item	50

Basis of Presentation - Recent

Basis of Presentation - Recent Accounting Pronouncements (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Jan. 01, 2019
Leases
Operating lease right-of-use assets	$ 8,182
Operating lease liabilities	$ 9,316
ASU 2016-02
Leases
Change in Accounting Principle, Accounting Standards Update, Adopted [true false]		true
ASU 2016-02 | Adjustments
Leases
Operating lease right-of-use assets		$ 9,200
Operating lease liabilities		$ 10,300

Revenue Recognition - Disaggreg

Revenue Recognition - Disaggregation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Disaggregation of revenue
Total revenue	$ 35,789	$ 34,321	$ 69,827	$ 68,068
Deferred Revenue
Revenue recognized			3,600
Product
Disaggregation of revenue
Total revenue	15,869	17,192	33,410	35,644
Service
Disaggregation of revenue
Total revenue	19,920	17,129	36,417	32,424
Marketplaces
Disaggregation of revenue
Total revenue	19,189	19,655	40,027	40,622
Marketplaces | Product
Disaggregation of revenue
Total revenue	15,869	17,192	33,410	35,644
Marketplaces | Service
Disaggregation of revenue
Total revenue	3,320	2,463	6,617	4,978
Media
Disaggregation of revenue
Total revenue	16,600	14,666	29,800	27,446
Media | Service
Disaggregation of revenue
Total revenue	$ 16,600	$ 14,666	$ 29,800	$ 27,446

Property and Equipment - Schedu

Property and Equipment - Schedule of Property and Equipment (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Property and Equipment
Property and equipment, gross	$ 52,890	$ 49,463
Less accumulated depreciation	(39,590)	(36,337)
Property and equipment, net	13,300	13,126
Computer and other related equipment
Property and Equipment
Property and equipment, gross	11,655	10,859
Purchased and internally developed software
Property and Equipment
Property and equipment, gross	32,387	29,758
Furniture and fixtures
Property and Equipment
Property and equipment, gross	1,472	1,470
Leasehold improvements
Property and Equipment
Property and equipment, gross	6,795	6,795
Machinery and related equipment
Property and Equipment
Property and equipment, gross	$ 581	$ 581

Property and Equipment - Additi

Property and Equipment - Additional Information (Details) - USD ($) $ in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Maximum
Property and Equipment
Loss on disposal of property and equipment	$ 0.1	$ 0.1	$ 0.1	$ 0.1

Property and Equipment - Sche_2

Property and Equipment - Schedule of Depreciation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Property and Equipment
Depreciation	$ 1,767	$ 1,490	$ 3,566	$ 2,919
Product costs
Property and Equipment
Depreciation	393	213	761	395
Service costs
Property and Equipment
Depreciation	944	737	1,880	1,391
Sales and marketing
Property and Equipment
Depreciation	6	8	13	16
Product development
Property and Equipment
Depreciation	12	18	23	38
General and administrative
Property and Equipment
Depreciation	$ 412	$ 514	$ 889	$ 1,079

Goodwill and Intangible Asset_2

Goodwill and Intangible Assets - Changes in Goodwill Balance (Details) $ in Thousands	6 Months Ended
	Jun. 30, 2019USD ($)item	Jun. 30, 2018USD ($)
Goodwill
Goodwill, Beginning Balance	$ 19,435
Foreign currency impact	(3)
Goodwill, Ending Balance	$ 19,432
Number of reporting units | item	2
Goodwill	$ 19,435
Marketplaces
Goodwill
Goodwill, Ending Balance	17,100
Goodwill	$ 17,100
Media
Goodwill
Goodwill		$ 2,300

Goodwill and Intangible Asset_3

Goodwill and Intangible Assets - Components of Intangible Assets (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Intangible Assets
Gross carrying amount	$ 132,197	$ 130,201
Accumulated amortization	(118,075)	(116,268)
Net carrying amount	14,122	13,933
Customer relationships
Intangible Assets
Gross carrying amount	4,003	4,003
Accumulated amortization	(2,647)	(2,219)
Net carrying amount	1,356	1,784
Artist relationships
Intangible Assets
Gross carrying amount	12,222	12,223
Accumulated amortization	(11,183)	(11,007)
Net carrying amount	1,039	1,216
Media content
Intangible Assets
Gross carrying amount	91,489	91,489
Accumulated amortization	(91,301)	(91,215)
Net carrying amount	188	274
Technology
Intangible Assets
Gross carrying amount	6,204	6,204
Accumulated amortization	(6,006)	(5,682)
Net carrying amount	198	522
Non-compete agreements
Intangible Assets
Gross carrying amount	25	25
Accumulated amortization	(25)	(25)
Trade names
Intangible Assets
Gross carrying amount	18,254	16,257
Accumulated amortization	(6,913)	(6,120)
Net carrying amount	$ 11,341	$ 10,137

Goodwill and Intangible Asset_4

Goodwill and Intangible Assets - Amortization of Intangible Assets (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Intangible Assets
Total amortization	$ 895	$ 956	$ 1,812	$ 1,982
Service costs
Intangible Assets
Total amortization	21	300	88	669
Sales and marketing
Intangible Assets
Total amortization	302	159	604	319
Product development
Intangible Assets
Total amortization	162	293	324	585
General and administrative
Intangible Assets
Total amortization	$ 410	$ 204	$ 796	$ 409

Accrued Expenses and Other Li_3

Accrued Expenses and Other Liabilities - Accrued Expenses and Other Current Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Accrued Expenses and Other Liabilities
Accrued payroll and related items	$ 2,486	$ 4,769
Artist payables	4,017	5,528
Accrued product costs	1,294	3,008
Operating lease liabilities	1,673
Contingent liabilities	1,054	1,082
Accrued post-combination compensation		1,819
Other	5,322	5,943
Accrued expenses and other current liabilities	$ 15,846	$ 22,149

Accrued Expenses and Other Li_4

Accrued Expenses and Other Liabilities - Other Long-term Liabilities (Details) - USD ($) $ in Thousands	Jun. 30, 2019	Dec. 31, 2018
Accrued Expenses and Other Liabilities
Accrued rent		$ 1,320
Contingent liabilities		976
Other	$ 262	270
Other liabilities	$ 262	$ 2,566

Accrued Expenses and Other Li_5

Accrued Expenses and Other Liabilities - Contingent Consideration (Details) $ in Thousands	May 01, 2017USD ($)installment	May 31, 2019USD ($)	May 31, 2018USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)
Contingent consideration
Cash paid for contingent consideration liability		$ 1,200	$ 1,100	$ 934	$ 905
Deny Designs
Contingent consideration
Maximum contingent consideration	$ 3,600
Number of annual installments | installment	3
Contingent consideration	$ 2,800
Cash paid for contingent consideration liability		$ 1,200	$ 1,100

Leases - Practical expedient an

Leases - Practical expedient and expense (Details) $ in Millions	6 Months Ended
	Jun. 30, 2019USD ($)
Leases
Lease, Practical Expedients, Package	true
Option to extend - Operating	true
Option to extend period - Operating	5 years
Lessee, Operating Lease, Existence of Option to Terminate	true
Option to terminate period - Operating	1 year
Lease expense	$ 1.3
Minimum
Leases
Remaining lease term	1 year
Maximum
Leases
Remaining lease term	6 years

Leases - Cash flow information

Leases - Cash flow information (Details) - USD ($) $ in Thousands	3 Months Ended	6 Months Ended
	Jun. 30, 2019	Jun. 30, 2019
Cash paid for amounts included in the measurement of lease liabilities:
Operating cash flows from operating leases	$ 701	$ 1,438

Leases - Balance sheet informat

Leases - Balance sheet information (Details) $ in Thousands	Jun. 30, 2019USD ($)
Operating lease
Operating lease right-of-use assets	$ 8,182
Operating lease liabilities, current	$ 1,673
Operating Lease, Liability, Current, Statement of Financial Position	leaf:AccruedAndOtherLiabilitiesCurrent
Operating lease liabilities, noncurrent	$ 7,643
Total operating lease liabilities	$ 9,316
Weighted average remaining lease term, Operating lease	5 years
Weighted average discount rate, Operating lease	9.00%

Leases - Maturities of lease li

Leases - Maturities of lease liabilities (Details) $ in Thousands	Jun. 30, 2019USD ($)
Maturities of lease liabilities
2019	$ 1,289
2020	2,275
2021	2,281
2022	2,183
2023	2,236
Thereafter	1,336
Total lease payments	11,600
Less imputed interest	2,284
Total operating lease liabilities	$ 9,316

Leases - Future minimum lease p

Leases - Future minimum lease payments (Details) $ in Thousands	Dec. 31, 2018USD ($)
Future minimum lease payments
2019	$ 2,765
2020	2,275
2021	2,281
2022	2,183
2023	2,236
Thereafter	1,336
Total minimum lease payments	$ 13,076

Income Taxes - Expense (Details

Income Taxes - Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Income Taxes
Income tax expense	$ (34)	$ (22)	$ (75)	$ (46)
Interest and penalties			0	0
Uncertain income tax positions recorded			$ 0	$ 0

Income Taxes - 2017 Act (Detail

Income Taxes - 2017 Act (Details) $ in Millions	6 Months Ended
	Jun. 30, 2019USD ($)
Income Taxes
Tax impact relating to 2017 Act	$ 0

Stock-based Compensation Plan_3

Stock-based Compensation Plans and Awards - Stock-based Compensation Expense (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Stock-based Compensation Plans and Awards
Stock-based compensation expense	$ 2,209	$ 2,676	$ 4,130	$ 4,884
Service costs
Stock-based Compensation Plans and Awards
Stock-based compensation expense	262	177	443	326
Sales and marketing
Stock-based Compensation Plans and Awards
Stock-based compensation expense	171	258	251	468
Product development
Stock-based Compensation Plans and Awards
Stock-based compensation expense	564	651	1,156	1,159
General and administrative
Stock-based Compensation Plans and Awards
Stock-based compensation expense	$ 1,212	$ 1,590	$ 2,280	$ 2,931

Stock-based Compensation Plan_4

Stock-based Compensation Plans and Awards - Stock Options Activity (Details) shares in Thousands	6 Months Ended
	Jun. 30, 2019shares
Stock option activity
Outstanding beginning balance (in shares)	1,853
Options granted (in shares)	120
Options exercised (in shares)	(57)
Options forfeited or cancelled (in shares)	(33)
Outstanding ending balance (in shares)	1,883

Stock-based Compensation Plan_5

Stock-based Compensation Plans and Awards - Restricted Stock Unit Activity (Details) - Restricted stock units (RSUs) shares in Thousands	6 Months Ended
	Jun. 30, 2019shares
Restricted stock unit activity
Unvested beginning balance (in shares)	1,921
Granted (in shares)	1,432
Vested (in shares)	(687)
Forfeited (in shares)	(301)
Unvested ending balance (in shares)	2,365

Stockholders' Equity (Details)

Stockholders' Equity (Details) - USD ($) $ / shares in Units, $ in Thousands	Feb. 12, 2018	Mar. 31, 2018	Jun. 30, 2018	Jun. 30, 2019	Feb. 29, 2012
Stockholders Equity
Proceeds from issuance of common stock			$ 23,367
Repurchases unsettled (in shares)				0
Common Stock
Stockholders Equity
Issuance of shares (in shares)		3,373,000
Authorized amount to repurchase					$ 50,000
Stock repurchase remaining authorized amount				$ 14,300
Public offering
Stockholders Equity
Proceeds from issuance of common stock	$ 23,400
Underwriting discounts and commissions and offering expenses	$ 1,900
Public offering | Common Stock
Stockholders Equity
Issuance of shares (in shares)	3,373,332
Price per share (in dollars per share)	$ 7.50

Acquisitions and Dispositions -

Acquisitions and Dispositions - Only In Your State, LLC (Details) - Only In Your State, LLC $ in Millions	Feb. 01, 2019USD ($)
Acquisitions
Consideration	$ 2
Amount of consideration held back	0.1
Allocation of the purchase price
Total purchase price	$ 2
Trademark
Allocation of the purchase price
Intangibles, useful life	10 years

Acquisitions and Dispositions_2

Acquisitions and Dispositions - Well+Good (Details) - Well+Good - USD ($) $ in Millions	Jul. 05, 2018	Feb. 28, 2019
Acquisitions
Ownership percentage acquired	100.00%
Consideration	$ 12.3
Amount of purchase price excluding working capital adjustments and deferred compensation	10
Effect of working capital adjustments	2.3
Cash consideration held back	$ 0.8
Holdback payment, term	1 year
Targeted amount of deferred compensation payable	$ 9
Consideration payable, term	3 years
Deferred compensation payment		$ 1.9

Business Segments - Number of O

Business Segments - Number of Operating Segments (Details)	6 Months Ended
	Jun. 30, 2019segment
Business Segments
Number of operating segments	2

Business Segments - Financial P

Business Segments - Financial Performance by Segment and Reconciliation (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Segment Revenue:
Total revenue	$ 35,789	$ 34,321	$ 69,827	$ 68,068
Segment Operating Expenses:
Consolidated operating expenses	37,725	35,474	77,392	70,468
Segment operating contribution and Reconciliation to consolidated pre-tax income (loss):
Adjusted EBITDA	(1,936)	(614)	(7,565)	(1,861)
Add (deduct)
Interest income (expense), net	60	29	178	46
Other income (expense), net	19	(25)	12	(33)
Depreciation and amortization	(2,662)	(2,446)	(5,378)	(4,901)
Stock-based compensation	(2,209)	(2,676)	(4,130)	(4,884)
Acquisition, disposition, realignment and contingent payment costs		(539)	(90)	(539)
Loss before income taxes	(6,728)	(6,271)	(16,973)	(12,172)
Corporate
Segment Operating Expenses:
Consolidated operating expenses	7,237	6,824	15,164	13,589
Segment operating contribution and Reconciliation to consolidated pre-tax income (loss):
Adjusted EBITDA	(7,237)	(6,824)	(15,164)	(13,589)
Acquisition, disposition and realignment costs
Segment operating contribution and Reconciliation to consolidated pre-tax income (loss):
Adjusted EBITDA		539		539
Marketplaces
Segment Revenue:
Total revenue	19,189	19,655	40,027	40,622
Marketplaces | Operating Segments
Segment Operating Expenses:
Consolidated operating expenses	20,533	20,203	42,682	41,113
Segment operating contribution and Reconciliation to consolidated pre-tax income (loss):
Adjusted EBITDA	(1,344)	(548)	(2,655)	(491)
Media
Segment Revenue:
Total revenue	16,600	14,666	29,800	27,446
Media | Operating Segments
Segment Operating Expenses:
Consolidated operating expenses	9,955	8,447	19,546	15,766
Segment operating contribution and Reconciliation to consolidated pre-tax income (loss):
Adjusted EBITDA	$ 6,645	$ 6,219	$ 10,254	$ 11,680

Business Segments - Summary of

Business Segments - Summary of Revenue by Geographic Region (Details) - USD ($) $ in Thousands	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Revenue
Total revenue	$ 35,789	$ 34,321	$ 69,827	$ 68,068
Domestic
Revenue
Total revenue	31,023	28,643	59,295	55,839
International
Revenue
Total revenue	$ 4,766	$ 5,678	$ 10,532	$ 12,229

Fair Value (Details)

Fair Value (Details) $ in Thousands	Jul. 05, 2018USD ($)	May 01, 2017USD ($)installment	May 31, 2019USD ($)	May 31, 2018USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2019USD ($)	Jun. 30, 2018USD ($)
Fair Value
Cash paid for contingent consideration liability			$ 1,200	$ 1,100		$ 934	$ 905
Deny Designs
Fair Value
Contingent consideration		$ 2,800
Number of annual installments | installment		3
Maximum contingent consideration		$ 3,600
Cash paid for contingent consideration liability			$ 1,200	$ 1,100
Deny Designs | Fair Value, Inputs, Level 3
Fair Value
Contingent consideration		2,800
Deny Designs | Contingent Consideration, Payable in First Year
Fair Value
Minimum contingent consideration		300
Maximum contingent consideration		1,200
Deny Designs | Contingent Consideration, Payable in Second Year
Fair Value
Minimum contingent consideration		300
Maximum contingent consideration		1,200
Deny Designs | Contingent Consideration, Payable in Third Year
Fair Value
Minimum contingent consideration		300
Maximum contingent consideration		$ 1,200
Well+Good
Fair Value
Business Combination, Consideration Transferred, Cash Holdback	$ 800
Business Combination, Consideration Transferred, Working Capital Adjustment	$ 2,300
Well+Good | Fair Value, Inputs, Level 3
Fair Value
Cash paid for contingent consideration liability					$ 600
Business Combination, Consideration Transferred, Working Capital Adjustment					$ 200

Net Income (Loss) Per Share - C

Net Income (Loss) Per Share - Computation Earnings Per Share, Basic and Diluted (Details) - USD ($) $ / shares in Units, shares in Thousands, $ in Thousands	3 Months Ended				6 Months Ended
	Jun. 30, 2019	Mar. 31, 2019	Jun. 30, 2018	Mar. 31, 2018	Jun. 30, 2019	Jun. 30, 2018
Net Loss Per Share
Net loss	$ (6,762)	$ (10,286)	$ (6,293)	$ (5,925)	$ (17,048)	$ (12,218)
Weighted average common shares outstanding - basic and diluted (in shares)	25,907		24,854		25,755	23,910
Net loss per share - basic and diluted (in dollars per share)	$ (0.26)		$ (0.25)		$ (0.66)	$ (0.51)

Net Income (Loss) Per Share - A

Net Income (Loss) Per Share - Additional Information (Details) - shares shares in Millions	3 Months Ended		6 Months Ended
	Jun. 30, 2019	Jun. 30, 2018	Jun. 30, 2019	Jun. 30, 2018
Net Loss Per Share
Antidilutive common stock equivalent shares excluded from calculation of diluted net loss per share (in shares)	4.3	4.7	4.3	4.7
Number of shares used to calculate earnings per-share had entity reported net income for the period	0.3	0.9	0.6	1